2017 Code of Virginia
Title 13.1 - Corporations
Chapter 9 - Virginia Stock Corporation Act
§ 13.1-715. Bylaw provisions increasing quorum or voting requirements for directors
A. A bylaw that increases a quorum or voting requirement for the board of directors may be amended or repealed:
1. If originally adopted by the shareholders, only by the shareholders, unless the bylaw otherwise provides; or
2. If adopted by the board of directors, either by the shareholders or by the board of directors.
B. A bylaw adopted or amended by the shareholders that increases a quorum or voting requirement for the board of directors may provide that it shall be amended or repealed only by a specified vote of either the shareholders or the board of directors.
C. Action by the board of directors under subsection A to amend or repeal a bylaw that changes the quorum or voting requirement applicable to meetings of the board of directors must meet the quorum requirement and be adopted by the vote required to take action under the quorum and voting requirement then in effect.
1985, c. 522; 2005, c. 765.
